TIDMTMOR
RNS Number : 4322A
More Acquisitions PLC
23 September 2022
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (596/2014/EU) AS THE
SAME HAS BEEN RETAINED IN UK LAW AS AMENDED BY THE MARKET ABUSE
(AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS
NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
23 September 2022
More Acquisitions plc ("More " or the "Company")
Proposed Acquisition of Megasteel Limited and Suspension of
Trading
More Acquisitions plc, a company formed for the purpose of
undertaking one or more acquisitions of a majority interest in a
company or business, is pleased to announce that it has signed
conditional Heads of Terms in relation to the proposed acquisition
of 100% of the issued share capital of Megasteel Limited
("Megasteel"), one of the largest stockholders and distributors of
steel for the prestressing and post-tensioning of concrete in the
UK (the "Proposed Acquisition").
Key Proposed Terms;
-- Dependent on the exercise of warrants by More Acquisition
shareholders as part of the Proposed Acquisition, and therefore the
balance sheet of the enlarged Company on completion, Megasteel will
be valued at between GBP49.5million- GBP63million;
-- Consideration for the Proposed Acquisition will involve the
issue of between 2.2 billion -2.8 billion new shares in More at an
issue price of 2.25p per share (the "Issue Price").
-- Proposed Issue Price represents a premium of approximately
214 per cent. to the Closing Mid- Price of 0.9 pence per More
Acquisition share on 22 September 2022 (being the last Business Day
prior to the date of this announcement).
-- Proposed Acquisition values the current issued share capital
of More at GBP2.81 million (vs GBP1.19 million at closing on 22
September 2022) or over 2.3 times the Company's current net
cash
Background
Megasteel (www.megasteel.co.uk ), has traded for more than 30
years in the United Kingdom, and is one of the largest stockholders
and distributors of high-quality steel for the prestressing and
post-tensioning of concretes in the UK. Prestressed concrete is a
critical building product used in the UK construction market, from
house floors to bridge beams and from railway sleepers to high rise
buildings in the City of London. In its financial year ended 31
October 2021, Megasteel made audited pre-tax profits of GBP3m on
turnover of GBP19.7m.
Megasteel also operates a sub-contract engineering business
based in Malmesbury, Wiltshire, having acquired Sweetnam and
Bradley Limited in 2019. Sweetnam and Bradley support several
clients including Renishaw plc, Siemens plc, Rotork plc and the
London Underground.
The Proposed Acquisition remains subject, amongst other things,
to completion of customary due diligence and there is therefore no
certainty that the Proposed Acquisition will proceed.
If the Proposed Acquisition is completed, it will constitute a
reverse takeover under the Listing Rules. Accordingly, the Company
has requested that the listing of its Ordinary Shares be suspended
with effect from today. The Company intends, as soon as
practicable, to publish a prospectus and to make an application for
the Company, as enlarged by the Proposed Acquisition, to have its
Ordinary Shares admitted to the Official List and to trading on the
Main Market for listed securities on the London Stock Exchange.
Further announcements will be made regarding the Proposed
Acquisition when appropriate.
Roderick McIllree, Executive Director of More Acquisitions
commented:
"We have reviewed a large number of assets and businesses in
many different sectors during the last six months as possible
acquisitions for More Acquisitions. After undertaking intensive due
diligence, we believe that Megasteel stands out as a high-value,
profitable investment for our shareholders. Megasteel is
well-established and a leading player in its sector, with a long
history of profitability and industry excellence, and we believe
that it has the potential to deliver long term value to More
Acquisitions and its shareholders."
Nigel Roberts, CEO of Megasteel Ltd added:
"We have built Megasteel over the last 30 years to be one of the
biggest suppliers in the UK of prestressing wire and strand, a
product used in almost every construction project in the country,
and we have been considering a listing of the business for many
years. We are pleased to be working with More Acquisitions as the
vehicle that will enable us to do this.
Over many years we have been able to grow our sales, generate
revenues, make profits and turn those profits into cash which we
have reinvested into the business to keep the cycle going. Applied
over a long period of time these business methods have produced a
profitable business that I am proud to have started.
Three years ago, we acquired Sweetnam and Bradley, a business
that has for over 60 years followed the same principles as
Megasteel. This acquisition has been successful for us. Our
intention is to continue to grow our business organically and
through further acquisitions of other successful businesses.
We were attracted to More Acquisitions as our vehicle to list
because we liked the simplicity and cost-effective way in which it
had been set up with its 'one price for all', no advisory or
broking fees, capped listing and on-going costs and no director
salaries, the Company and its key stakeholders fitted very well
with our views on how a business should be run!"
Enquiries
More Acquisitions plc
Rod McIllree / Charles Goodfellow
Peterhouse Capital Limited +44 (0)20 7469 0930
Financial Adviser
Narisha Ragoonanthun / Brefo Gyasi / Guy Miller
Corporate Broker
Lucy Williams / Duncan Vasey
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END
ACQDZGZLVFDGZZG
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September 23, 2022 02:45 ET (06:45 GMT)
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